Results of placing in Atalaya Mining Copper, S.A.
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Not for publication, release, transmission, forwarding or distribution, directly or indirectly, in whole or in part, in or into the United States, Australia, Canada, Japan or South Africa or in any other jurisdiction in which offers or sales would be prohibited by applicable law.
This announcement is for information purposes only and is not a prospectus or an offer of securities for sale in any jurisdiction.
Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Any offer to acquire securities pursuant to the Placing (as defined below) will be made, and any investor should make its investment decision solely on the basis of, publicly available information. There will be no sale of the securities referred to herein in any jurisdiction where such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
Please see the important notice at the end of this announcement.
Results of secondary placing of 14,000,000 ordinary shares in Atalaya Mining Copper, S.A.
4th February 2026
Further to the announcement released on 3rd February 2026 in relation to a proposed secondary sale (the "Placing") of ordinary shares with a nominal value of €0.09 each (the "Placing Shares") in Atalaya Mining Copper, S.A. ("Atalaya Mining" or the "Company"), Urion Holdings (Malta) Limited ("Trafigura" or the "Seller"), a member of the Trafigura group, announces that it has agreed to sell in aggregate 14,000,000 Placing Shares at the price of 945 pence per share, raising aggregate gross proceeds of approximately £132 million.
Following settlement of the Placing, Trafigura will continue to hold approximately 10.9% of Atalaya Mining's issued share capital.
J.P. Morgan SE ("J.P. Morgan") is acting as Sole Global Coordinator and Sole Bookrunner in connection with the Placing.
The ordinary shares in Atalaya Mining held by Trafigura following the Placing will be subject to a 60 day lock-up (from the pricing date) which is subject to customary exceptions and may otherwise only be waived with the consent of J.P. Morgan.
Atalaya Mining will not receive any proceeds from the Placing.
For further information, please contact:
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J.P. Morgan |
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+44 (0) 20 7742 4000
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IMPORTANT NOTICE
This announcement is for information purposes only and is not intended to and does not constitute or form part of any offer or invitation to purchase, otherwise acquire, subscribe for, sell, otherwise dispose of or issue, or any solicitation of any offer to sell, otherwise dispose of, issue, purchase, otherwise acquire or subscribe for, any security.
The publication, distribution or release of this announcement and the Placing of the Placing Shares in certain jurisdictions may be restricted by law and persons into whose possession this document or other information referred to herein comes are required to inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
The Placing Shares are not being offered to the public in any jurisdiction and may not be offered to the public in any jurisdiction in circumstances which would require the preparation or registration of any prospectus or offering document relating to the Placing Shares in such jurisdiction. This announcement is not an offer of securities for sale in any jurisdiction, including the United States, Australia, Canada, Japan or South Africa. No action has been taken by the Seller, J.P. Morgan or any of their respective affiliates to permit an offering of the Placing Shares or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.
Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or purchase whatsoever in any jurisdiction and shall not constitute or form part of an offer to sell or the solicitation of an offer to buy any securities in the United States or in any other jurisdiction.
The Placing Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold, directly or indirectly, in the United States absent registration with the U.S. Securities and Exchange Commission pursuant or an exemption from or in a transaction not subject to registration under the Securities Act. There will be no public offering of the Placing Shares in the United States..
In member states of the European Economic Area (the "EEA"), this announcement and any offer if made subsequently is directed exclusively at persons who are "qualified investors" within the meaning of the Prospectus Regulation (Regulation (EU) 2017/1129) ("Qualified Investors"). In the United Kingdom this announcement and any offer if made subsequently is directed exclusively at persons who are "qualified investors" as defined under paragraph 15 of Schedule 1 of the Public Offers and Admissions to Trading Regulations 2024, and: (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) who fall within Article 49(2)(A) to (D) of the Order, or (iii) to whom it may otherwise lawfully be communicated (all such persons together with Qualified Investors in the EEA being referred to herein as "Relevant Persons"). This document is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. In addition, this announcement is not being distributed, nor has it been approved for the purposes of Section 21 of the Financial Services and Markets Act 2000 ("FSMA"), by a person authorised under FSMA.
In connection with the sale of the Placing Shares, J.P. Morgan or any of its affiliates may take up a portion of the Placing Shares as a principal position and in that capacity may retain, purchase, sell or offer to sell for its or their own accounts such Placing Shares or other securities of the Company or related investments in connection with the Placing or otherwise. Accordingly, references in this announcement to the Placing Shares being sold, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, J.P. Morgan or any of its affiliates acting in such capacity. In addition, J.P. Morgan or its affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which J.P. Morgan or its affiliates may from time to time acquire, hold or dispose of ordinary shares of the Company. J.P. Morgan does not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.
Any communication that a transaction is or that the book is "covered" (i.e. indicated demand from investors in the book equals or exceeds the amount of the securities being offered) is not an indication or assurance that the book will remain covered or that the transaction and securities will be fully distributed.
None of J.P. Morgan, any of its affiliates nor its or their directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Seller, the Company, their respective subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith. The contents of this announcement have been prepared by and are the sole responsibility of the Seller.
J.P. Morgan is acting on behalf of the Seller and no one else in connection with any offering of the Placing Shares and will not be responsible to any other person for providing the protections afforded to any of its clients or for providing advice in relation to any offering of the Placing Shares.
This announcement does not constitute a recommendation to acquire any ordinary shares in the Company.
This announcement does not purport to identify or suggest the risks (direct or indirect) which may be associated with an investment in the Company or its ordinary shares. Any investment must be made solely on the basis of publicly available information, which has not been independently verified by J.P. Morgan.
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